0000277135-24-000049.txt : 20240403 0000277135-24-000049.hdr.sgml : 20240403 20240403163917 ACCESSION NUMBER: 0000277135-24-000049 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240401 FILED AS OF DATE: 20240403 DATE AS OF CHANGE: 20240403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Merriwether Deidra C CENTRAL INDEX KEY: 0001757570 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05684 FILM NUMBER: 24819488 MAIL ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: W.W. GRAINGER, INC. CENTRAL INDEX KEY: 0000277135 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS [5000] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 361150280 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045-5201 BUSINESS PHONE: 847-535-1000 MAIL ADDRESS: STREET 1: 100 GRAINGER PARKWAY CITY: LAKE FOREST STATE: IL ZIP: 60045 FORMER COMPANY: FORMER CONFORMED NAME: GRAINGER W W INC DATE OF NAME CHANGE: 19920703 4 1 wk-form4_1712176744.xml FORM 4 X0508 4 2024-04-01 0 0000277135 W.W. GRAINGER, INC. GWW 0001757570 Merriwether Deidra C 100 GRAINGER PARKWAY LAKE FOREST IL 60045 0 1 0 0 Sr. VP & CFO 0 Common Stock 2024-04-01 4 A 0 1957 0 A 11240 D Common Stock 2024-04-01 4 F 0 867 1017.30 D 10373 D Common Stock 2024-04-01 4 A 0 1105 0 A 11478 D Common Stock 2024-04-01 4 F 0 234 1017.30 D 11244 D Common Stock 2024-04-01 4 F 0 252 1017.30 D 10992 D Common Stock 2024-04-01 4 F 0 218 1017.30 D 10774 D Stock Option 311.26 2029-03-31 Common Stock 2339 2339 D These were performance vested stock units ("PSUs"), granted on January 1, 2021. The Company's performance over the three-year period ended December 31, 2023 achieved a payout equal to 124% of the 2021 PSU program target, as approved by the Board of Directors of the Company (the "Board") acting in executive session with only independent directors participating, on February 21, 2024, upon the earlier determination of the Compensation Committee of the Board. Shares withheld for tax withholding for the PSU settlement described in footnote 1 above. April 1, 2024 award of restricted stock units to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2025, 1/3 vests on April 1, 2026, and the remainder vests on April 1, 2027. Shares withheld for tax withholding for the partial settlement of the April 1, 2021 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2022, 1/3 vests on April 1, 2023, and the remainder vests on April 1, 2024. Shares withheld for tax withholding for the partial settlement of the April 1, 2022 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2023, 1/3 vests on April 1, 2024, and the remainder vests on April 1, 2025. Shares withheld for tax withholding for the partial settlement of the April 1, 2023 award of restricted stock units (RSUs). The RSU award is to be settled after vesting by the delivery of unrestricted shares of common stock on a one-for-one basis. This award will vest in three tranches, where 1/3 vests on April 1, 2024, 1/3 vests on April 1, 2025, and the remainder vests on April 1, 2026. The stock option fully vested in three years, where 1/3 vested on April 1, 2020, 1/3 vested on April 1, 2021, and the remainder vested on April 1, 2022. /s/ Ronald J. Edwards, by POA from Deidra C. Merriwether, Sr. VP & CFO 2024-04-03